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Transcontinental Inc AGM Information 2022

Jan 27, 2022

42516_rns_2022-01-27_51e1db6d-63dd-42d8-95dc-00ff1880831a.pdf

AGM Information

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Appointment of a proxy holder

À I/We, being holder(s) of Class B Shares of Transcontinental Inc. (the “Corporation”), hereby appoint Isabelle Marcoux, or failing her, Jacynthe Côté, or

_______________________________________________________________________________ Print the name of the person you are appointing if this person is someone other than the individuals listed above

as proxy of the undersigned, to attend, act and vote on behalf of the undersigned in accordance with the directions set out below (or if no directions have been given, as the proxy sees fit) on all the following matters and any other matter that may properly come before the Annual Meeting of Shareholders of the Corporation to be held at the Saint James Club of Montreal, 1145 Union Avenue, Montréal, Québec H3B 3C2 (the “Meeting”) at 2:30 p.m. (Montréal time) on Tuesday, March 8, 2022, and at any and all adjournments thereof in the same manner, to the same extent and with the same powers as if the undersigned was/were personally present, with full power of substitution.

Management recommends voting FOR the following resolutions. Please use a black pencil or pen.

1. Election of Directors FOR WITHHOLD FOR WITHHOLD 1. Peter Brues 8. Rémi Marcoux 2. Jacynthe Côté 9. Anna Martini 3. Nelson Gentiletti 10. Mario Plourde 4. Yves Leduc 11. Jean Raymond 5. Isabelle Marcoux 12. Annie Thabet 6. Nathalie Marcoux 7. Pierre Marcoux 2. Appointment of Auditors

Appointment of KPMG LLP, as auditors and authorizing the directors to fix their remuneration.

3. Resolution on the approach to executive compensation

FOR WITHHOLD
FOR WITHHOLD AGAINST

Resolved, on an advisory basis and not to diminish the role and responsibilities of the Board of Directors, that the shareholders accept the approach to executive compensation disclosed in the management proxy circular provided in connection with the annual meeting of shareholders of the Corporation held on March 8, 2022.

Under Canadian securities legislation, you are entitled to receive certain investor documents. If you wish to receive such documents, please check the applicable boxes below. You may also go to the TSX Trust Company website https://ca.astfinancial.com/financialstatements and input code 7466a.

 I would like to receive quarterly financial statements  I would like to receive annual financial statements

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this proxy will be voted FOR a matter by management’s appointees or, if you appoint another proxyholder, as such other proxyholder sees fit. On any amendments or variations proposed or any new business properly submitted before the Meeting, I/We authorize you to vote as you see fit.

Signature Date Please sign exactly as your name(s) appears on this proxy. Please see reverse for instructions. All proxies must be received by no later than 4:00 p.m. (Montréal time) on Monday, March 7, 2022.

Proxy Form – Annual Meeting of Shareholders of Transcontinental Inc. to be held on March 8, 2022 (the “Meeting”)

NOTES

  1. This proxy must be signed by a holder or his or her attorney duly authorized in writing. If you are an individual, please sign exactly as your name appears on this proxy. If the holder is a corporation, a duly authorized officer or attorney of the corporation must sign this proxy, and if the corporation has a corporate seal, its corporate seal should be affixed.

  2. If the securities are registered in the name of an executor, administrator or trustee, please sign exactly as your name appears on this proxy. If the securities are registered in the name of a deceased or other holder, the proxy must be signed by the legal representative with his or her name printed below his or her signature, and evidence of authority to sign on behalf of the deceased or other holder must be attached to this proxy.

  3. Some holders may own securities as both a registered and a beneficial holder; in such case you may receive more than one proxy package and will need to vote separately as a registered and beneficial holder. Beneficial holders may be forwarded either a form of proxy already signed by the intermediary or voting instructions form to allow them to direct the voting of securities they beneficially own. Beneficial holders should follow instructions for voting conveyed to them by their intermediaries.

  4. If a security is held by two or more individuals, any one of them present or represented by proxy at the Meeting may, in the absence of the other or others, vote at the Meeting. However, if one or more of them are present or represented by proxy, they must vote together in respect of such security.

All holders should refer to the Management Proxy Circular for further information regarding completion and use of this proxy and other information pertaining to the Meeting.

This proxy is solicited by and on behalf of the Corporation’s management.

All proxies must be received by 4:00 p.m. (Montréal time) on March 7, 2022.

How to Vote

VOTE USING THE TELEPHONE 24 HOURS A DAY, 7 DAYS A WEEK!

INTERNET

TÉLÉPHONE

Go to www.tsxtrust.com/vote-proxy Use any touch-tone phone, call toll free in Canada and the United States 1-888- Cast your vote online 489-7352 and follow the voice instructions. View Meeting documents

To vote by Internet or telephone you will need your control number. If you vote by Internet or telephone, DO NOT return this proxy.

To vote using your smartphone, please scan this QR Code :

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MAIL, FAX or EMAIL

  • Complete and return your signed proxy in the envelope provided or send to:

TSX Trust Company P.O. Box 721 Agincourt, ON M1S 0A1

 You may alternatively fax your proxy to 1-416-368-2502 or toll free in Canada and the United States to 1-866-781-3111 or scan and email to [email protected].

An undated proxy is deemed to be dated on the day it was mailed by management to you.

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